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2007 (10) TMI 402 - HC - Companies LawCompromise and arrangement - applicants prayed for interim relief of injunction - Held that:- The present company application under section 392 of the Companies Act is maintainable. The Company Court, however, under section 392 of the Companies Act cannot direct or dictate to maintain or amend or modify and/or insist for a particular clause or clauses of such gas supply agreement or such other commercial agreement/contract. The GSMA as formed and finalised in the Board of Director’s Meeting of RIL on 11-1-2007 and modified on 12-1-2007 is in breach of the Scheme. The MOU (Memorandum of Understanding/Family Arrangement) and its content are binding to both parties RIL and RNRL and all the concerned, Mr.Mukesh Ambani and his group of Companies and Mr. Anil Ambani (ADA) and his group of Companies have already acted upon at the pre and post stages of the MOU and the pre and post stages of the Scheme accordingly. The term "suitable arrangement" as referred in the Scheme needs to read and interpret by taking into account the terms of the MOU as well as the Scheme as referred above. It is also necessary for the complete and full working of the Scheme. The terms as mentioned in the MOU and GSMA need to be suitable for both the parties subject to the Government’s policies and national, international practice in supply of gas or such other products. The contract of such nature is subject to the Government’s approval in view of NELP & PSC and such related Government policies, but keeping in view the several factors including the freedom and right of the contractor/RIL and the limited and restricted scope of interference in such permissible commercial aspects of the contractor, unless, it is in breach of any public policy and public interest. The supply of gas contract/agreement needs to be clear and bankable documents for all the concerned parties. Thus it would be appropriate for both the parties to re-negotiate, re-consider and settle the terms of existing GSMA and GSPA afresh within four months or as early as possible. Interim order dated 3-5-2007 (in C.A. No. 1123/2007) and 20-6-2007 (in C.A. No. 695/2007) and further modified on 18-7-2007 in Appeal Nos. 440/2007 and 441/2007 are continued and be maintained only for further four months.
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